Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 Or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 15, 2022

GB Sciences, Inc.

(Exact name of Registrant as specified in its charter)

Nevada

(State or other Jurisdiction of
Incorporation or organization)

000-55462

(Commission File Number)

59-3733133

(IRS Employer I.D. No.)

3550 W. Teco Avenue

Las Vegas, Nevada 89118

(Address of Principal Executive Offices) (Zip Code)

(866) 721-0297

Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule l 4a- l 2 under the Exchange Act ( 17 CFR 240. l 4a- l 2)

☐ Pre-commencement communications pursuant to Rule l 4d-2(b) under the Exchange Act (17 CFR 240. l 4d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. l 3e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events

On March 15, 2022, GB Sciences. Inc. (the “Company”) issued a press release announcing a letter to the Company’s shareholders. The letter to shareholders can be found on the Company’s website at www.gbsciences.com and is included herewith as Exhibit 99.01.

The press release was initially issued with an unfinished draft version of the letter due to an error by the Company's PR agent. The initial press release, included herewith as Exhibit 99.03, has been recalled. The press release has been reissued with the final version of the letter to shareholders, and the corrected press release is included herewith as Exhibit 99.02.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.01	GB Sciences, Inc. Letter to Shareholders dated March 15, 2022
Exhibit 99.02	Corrected Press Release dated March 15, 2022
Exhibit 99.03	Initial Press Release dated March 15, 2022 (recalled)
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE PAGE

Pursuant to the requirement of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.